EXHIBIT 23.3



CONSENT OF INDEPENDENT ACCOUNTANTS

We hereby consent to the use in the Prospectus constituting part of this 
amendment to the Registration Statement on Form S-11 of our reports dated 
September 23, 1996  relating to the statements of revenue and certain expenses 
of Chico Crossroads Center Ltd. and Miami Gardens Associates, and our report 
dated November 22, 1996 relating to the balance sheet of Basic U.S. REIT, Inc.,
which appear in such prospectus.  We also consent to the reference to us 
under the heading "Experts" in such Prospectus.





/s/ Price Waterhouse LLP
Price Waterhouse LLP
New York, New York
December 5, 1996